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blog Transfer of a majority

Transfer of a majority ownership interest in a limited liability company simplified

The new amendment to the Commercial Code (Act No. 111/2022 Coll.), effective from 17 July 2022, introduces two fundamental changes concerning the transfer of a majority ownership interest in a limited liability company:

      • The transfer of a majority ownership interest towards the company will take effect from the date of delivery of the agreement on the transfer of the ownership interest, unless the parties agree on a later date of effectiveness. However, if required by law or by the memorandum of association, the effects shall not occur before the general meeting gives its consent to them. The registration of the transfer of a majority ownership interest in the Commercial Register will thus have a declaratory effect.
      • It will not be necessary to submit the tax authority’s consent to the Commercial Registry if the shareholder or transferee is evidenced in the list of tax debtors, or a written statement by the shareholder and the transferee indicating that they are not required by law to submit such consent has been submitted.